MakeWhole Payment

Example Definitions of "MakeWhole Payment"
MakeWhole Payment. A compensatory cash bonus (the "Make-Whole Payment") equal to the positive difference, if any, between: (i) The amount which would have been calculated (assuming that the Employee's (or its related Non-Manager Member's and Permitted Transferees', as applicable) LLC Points in both LLCs were being sold under such provision of the LLC Agreements) with respect to such Purchase Program Points under Section 3.11(c)(i) of the applicable LLC Agreement (if such... Purchase Program Points are Series A LLC Points being sold pursuant to Section 3.11 of the applicable LLC Agreement), Section 3.11(c)(ii) of the applicable LLC Agreement (if such Purchase Program Points are Series B-1 LLC Points being sold pursuant to Section 3.11 of the applicable LLC Agreement), under Section 3.11(c)(iii) of the applicable LLC Agreement (if such Purchase Program Points are Series B-2 LLC Points being sold pursuant to Section 3.11 of applicable the LLC Agreement), or under Section 7.1(e)(i) of the applicable LLC Agreement (if such Purchase Program Points are being sold pursuant to Section 7.1 of the applicable LLC Agreement), as applicable, and (ii) the Purchase Program Points FMV paid to the Employee (or its related Non-Manager Member and Permitted Transferees, as applicable) with respect to such Purchase Program Points pursuant to Section 3.11(c)(iv) or Section 7.1(e)(ii) of the applicable LLC Agreement (as applicable); View More Arrow
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